We have audited the accompanying financial statements of Reliance
Industries Limited (the Company), which comprise the Balance Sheet as
at March 31,2014, the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.

MANAGEMENTS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Companys Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards notified under the Companies
Act, 1956 (the Act) read with the General Circular 15/2013 dated 13th
September, 2013 of the Ministry of Corporate Affairs in respect of
Section 133 of the Companies Act, 2013 and in accordance with the
accounting principles generally accepted in India. This responsibility
includes the design, implementation and maintenance of internal control
relevanttothe preparation and presentation of the financial statements
that give a true and fair view and are free from material misstatement,
whether due to fraud or error.

AUDITORSRESPONSIBILITY

Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.

An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditors judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Companys preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Companys
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.

OPINION

In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid

financial statements give the information required by the Act in the
manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the
Company as at March 31,2014;

(b) In the case of the Statement of Profit and Loss, of the profit of
the Company for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.

REPORTONOTHERLEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors Report) Order, 2003 (the
Order) issued by the Central Government of India in terms of Section
227(4A) of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

a. We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;

b. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books.

c. The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.

d. In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with Accounting Standards
notified under the Act read with the General Circular 15/2013 dated
13th September, 2013 of the Ministry of Corporate Affairs in respect of
Section 133 of the Companies Act, 2013

e. On the basis of the written representations received from the
directors as on March 31,2014, taken on record by the Board of
Directors, none of the directors is disqualified as on March 31,2014,
from being appointed as a director in terms of Section 274(1 )(g) of
the Act.

1. In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars
including quantitative details and situation of fixed assets on the
basis of available information.

b) As explained to us, all the fixed assets have been physically
verified by the management in a phased periodical manner, which in our
opinion is reasonable, having regard to the size of the Company and
nature of its assets. No material discrepancies were noticed on such
physical verification.

c) In our opinion, the Company has not disposed off a substantial part
of its fixed assets during the year and the going concern status of the
Company is not affected.

2. In respect of its inventories:

a) The inventories have been physically verified during the year by the
management. In our opinion, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.

c) The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of inventories as compared to the book records.

3. In respect of the loans, secured or unsecured, granted or taken by
the Company to/from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956:

a) The Company has given loans to two subsidiaries. In respect of the
said loans, the maximum amount outstanding at any time during the year
was Rs. 20,955 crore and the year-end balance is Rs. 18,941 crore
(including interest free loan of Rs. 13,454 crore).

b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of the
loans given by the Company, are not prima facie prejudicial to the
interest of the Company.

c) The principal amounts are repayable over a period of three to five
years, while the interest is payable annually, both at the discretion
of the Company.

d) In respect of the said loans and interest thereon, there are no
overdue amounts.

e) The Company has not taken any loan during the year from companies,
firms or other parties covered in the Register maintained under Section
301 of the Companies Act, 1956. Consequently, the requirements of
Clauses (iii) (f) and (iii) (g) of paragraph 4 of the Order are not
applicable.

4. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchases of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, we have not observed any
continuing failure to correct major weaknesses in such internal control
system.

5. In respect of the contracts or arrangements referred to in Section
301 of the Companies Act, 1956:

(a) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements that need to be entered in the register maintained under
Section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts /
arrangements entered in the Register maintained under section 301 of
the Companies Act, 1956 and exceeding the value ofRs. 5,00,000 in respect
of each party during the year have been made at prices which appear
reasonable as per information available with the Company.

6. According to the information and explanations given to us, the
Company has not accepted any deposit from the public. Therefore, the
provisions of Clause (vi) of paragraph 4 of the Order are not
applicable to the Company.

7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.

8. We have broadly reviewed the cost records maintained by the Company
pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209(1 )(d) of the
Companies Act, 1956 and are of the opinion that prima fade the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.

9. In respect of statutory dues:

a) According to the records of the Company, undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income-Tax, Sales Tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty, Cess, and other material statutory dues
have been generally regularly deposited with the appropriate
authorities. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were
outstanding as at March 31, 2014 for a period of more than six months
from the date of becoming payable. Amounts due and outstanding for a
period exceeding 6 months as at March 31, 2014 to be credited to
Investor Education and Protection Fund of Rs. 12 crore, which are held in
abeyance due to pending legal cases, have not been considered.

b) Details of dues of Sale Tax, Custom Duty and Excise Duty which have
not been deposited as on March 31,2014 on account of disputes are given
below:

Sr. Name of the Nature
of the Amount Period to
which the Forum where
dispute is
No Statute Dues (Rs. in
amount
relates pending
crore)

1. Central
Excise Excise
Duty and 17 Various
Years from Commissioner of
Act, 1944 Service
Tax 1990-91 to
2012-13 Central Excise
(Appeals)

132 Various
years from Central Excise
& Service
1991-92 to
2012-13 Tax Appellate
Tribunal

1 1982-83 to
1985-86 Supreme Court

2. Central
Sales Tax Sales Tax
/VAT 60 Various
years from Joint/Deputy
Act,1956
and and Entry
Tax 1991-92 to
2009-10 Commissioner/
Sales Tax
Acts Commissioner
(Appeals)
of various
states

488 Various
years from Sales Tax
Appellate
1993-94 to
2008-09 Tribunal

10. The Company does not have accumulated losses at the end of the
financial year. The Company has not incurred cash losses during the
financial year covered by the audit and in the immediately preceding
financial year.

11. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks and
debenture holders.

12. In our opinion and according to the explanations given to us and
based on the information available, no loans and advances have been
granted by the Company on the basis of security by way of pledge of
shares, debentures and other securities.

13. In our opinion, the Company is not a chit fund/nidhi/ mutual
benefit fund/ society. Therefore, the provisions of clause (xiii) of
paragraph 4 of the Order are not applicable to the Company.

14. The Company has maintained proper records of the transactions and
contracts in respect of dealing or trading in shares, securities,
debentures and other investments and timely entries have been made
therein. All shares, securities, debentures and other investments have
been held by the Company in its own name.

15. The Company has given guarantees for loans taken by Others from
banks and financial institutions. According to the information and
explanations given to us, we are of the opinion that the terms and
conditions thereof are not prima facie prejudicial to the interest of
the Company.

16. The Company has raised new term loans during the year. The term
loans outstanding at the beginning of the year and those raised during
the year have been applied for the purposes for which they were raised.

17. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that there are no funds raised on short-term basis that
have been used for long-term investment.

18. The Company has not made any preferential allotment of shares to
parties and companies covered in the Register maintained under Section
301 of the Companies Act, 1956.

19. The Company has created securities /charges in respect of secured
debentures issued.

20. The Company has not raised any monies by way of public issues
during the year.

21. In our opinion and according to the information and explanations
given to us, no material fraud on or by the Company has been noticed or
reported during the year.

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